UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
CENTRAL FINANCIAL ACCEPTANCE CORPORATION
_______________________________________________________________
(Name of Issuer)
Common Stock, $.01 par value
_______________________________________________________________
(Title of Class of Securities)
153470 10 9
_____________________________________
(CUSIP Number)
December 31, 1998
_____________________________________
(Date of Event Which Requires Filing of this Statement)
________________
Check the appropriate box to designate the rule pursuant to which
which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ X] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in
a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 (the "Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP NO. 153470 10 9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Banner's Central Electric, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /__/
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
California
NUMBER OF 5 SOLE VOTING POWER
SHARES 5,150,000
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 5,150,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
5,150,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT SHOWN IN ROW (9)
70.8%
12 TYPE OF REPORTING PERSON (See Instructions)
CO
13G/A PAGE 2 OF 11
<PAGE>
CUSIP NO. 153470 10 9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Banner Holdings, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /__/
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES 5,150,000
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 5,150,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
5,150,000 (through subsidiary)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT SHOWN IN ROW (9)
70.8%
12 TYPE OF REPORTING PERSON (See Instructions)
CO
13G/A PAGE 3 OF 11
<PAGE>
CUSIP NO. 153470 10 9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
West Coast Private Equity Partners, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /__/
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES 5,150,000
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 5,150,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
5,150,000 (through subsidiary)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT SHOWN IN ROW (9)
70.8%
12 TYPE OF REPORTING PERSON (See Instructions)
PN
13G/A PAGE 4 OF 11
<PAGE>
CUSIP NO. 153470 10 9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gary M. Cypres
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /__/
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 5,175,000
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
8 SHARED DISPOSITIVE POWER
5,175,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
5,175,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT SHOWN IN ROW (9)
71.1%
12 TYPE OF REPORTING PERSON (See Instructions)
IN
13G/A PAGE 5 OF 11
<PAGE>
ITEM 1.
(a) Name of Issuer:
Central Financial Acceptance Corporation
(b) Address of Issuer's Principal Executive Offices:
5480 East Ferguson Drive
Commerce, California 90022
ITEM 2.
(a) Name of Person Filing:
The persons filing this statement are Banner's Central Electric, Inc.
("Banner's"), Banner Holdings, Inc. ("Holdings"), West Coast Private Equity
Partners L.P. ("West Coast") and Gary M. Cypres, who are collectively referred
to herein as the "Reporting Persons." Banner's directly owns 5,150,000
shares of common stock, $.01 par value per share ("Common Stock") of Central
Financial Acceptance Corporation ("CFAC"). Holdings owns 100% of the
outstanding common stock of Banner's. West Coast owns 71% of the outstanding
common stock of Holdings. Mr. Cypres is the Chairman of the Board, President
and Chief Executive Officer of each of Banner's and Holdings and is the
Managing General Partner of West Coast.
(b) Address of Principal Business Office or, if none, Residence.
The address of each of the Reporting Persons is 5480 East Ferguson
Drive, Commerce, CA 90022.
(c) Citizenship or Place of Organization.
Banner's is a corporation organized under the laws of California and
Holdings is a corporation organized under the laws of Delaware. West Coast
is a Delaware limited partnership. Mr. Cypres is a citizen of the United
States of America.
(d) Title of Class of Securities.
Common Stock, $.01 par value
(e) CUSIP No.
153470 10 9
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b)
OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON IS A:
(a) /__/ Broker or dealer registered under Section 15 of
the Act.
(b) /__/ Bank as defined in section 3(a)(6) of the Act.
(c) /__/ Insurance company as defined in section 3(a)(19)
of the Act.
13G/A PAGE 6 OF 11
<PAGE>
(d) /__/ Investment company registered under Section 8
of the Investment Company Act of 1940.
(e) /__/ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)
(E) of the Act.
(f) /__/ An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F) of the Act.
(g) /__/ A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G) of the Act.
(h) /__/ A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act.
(i) /__/ A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940.
(j) /__/ Group, in accordance with Rule 13d-1(b)(1)(ii)(J) of the Act.
If this statement is filed pursuant to Rule 13d-1(c) of the Act, check this box
[ ].
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned:
Banner's--5,150,000 shares
Holdings--5,150,000 shares through its ownership of 100%
of the outstanding common stock of Banner's.
West Coast--5,150,000 shares through its ownership of 71%
of the outstanding common stock of Holdings.
Gary M. Cypres--5,175,000 shares: 12,500 shares are owned of
record by Mr. Cypres' wife and 12,500 shares are owned by two trusts for
the minor children of Mr. Cypres of which Mr. Cypres and his wife are co-
trustees. 5,150,000 shares are beneficially owned by Mr. Cypres in his
capacity as Chairman of the Board, Chief Executive Officer and President
of Banner's and Holdings and Managing General Partner of West Coast.
(b) Percent of Class:
Banner's--70.8%
Holdings--70.8%
West Coast--70.8%
Gary M. Cypres--71.1%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
13G/A PAGE 7 OF 11
<PAGE>
Banner's--5,150,000
Holdings--5,150,000
West Coast--5,150,000
Gary M. Cypres--0
(ii) Shared power to vote or to direct the vote
Banner's--0
Holdings--0
West Coast--0
Gary M. Cypres-5,175,000
(iii) Sole power to dispose or to direct the disposition of
Banner's--5,150,000
Holdings--5,150,000
West Coast--5,150,000
Gary M. Cypres--0
(iv) Shared power to dispose or to direct the disposition of
Banner's--0
Holdings--0
West Coast--0
Gary M. Cypres-5,175,000
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, please check the following [ ].
13G/A PAGE 8 OF 11
<PAGE>
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY
THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF
THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
Not applicable.
13G/A PAGE 9 OF 11
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of its/his knowledge and
belief, each of the undersigned Reporting Persons certify that the information
set forth in this statement is true, complete and correct.
January 21, 1999
-----------------------------------
Date
BANNER'S CENTRAL ELECTRIC, INC.
/s/ Gary M. Cypres
-----------------------------------
By: Gary M. Cypres, President and
Chief Executive Officer
BANNER HOLDINGS, INC.
/s/ Gary M. Cypres
-----------------------------------
By: Gary M. Cypres, President and
Chief Executive Officer
WEST COAST PRIVATE EQUITY PARTNERS, L.P.
/s/ Gary M. Cypres
-----------------------------------
By: Gary M. Cypres
Its: Managing General Partner
/s/ Gary M. Cypres
-----------------------------------
Gary M. Cypres
13G/A PAGE 10 OF 11
<PAGE>
EXHIBIT A
AGREEMENT RE JOINT FILING OF SCHEDULE 13G (Amendment No. 2)
Each of the undersigned Reporting Persons hereby agree as follows:
(i) Each of them is individually eligible to use the Schedule 13G
and such Schedule 13G is filed on behalf of each of them;
(ii) Each of them is responsible for the timely filing of such Schedule
13G and any amendments thereto, and for the completeness and
accuracy of the information concerning such person contained
therein; but none of them is responsible for the completeness or
accuracy of the information concerning the other persons making
the filing, unless such person knows or has reason to believe that
such information is inaccurate; and
(iii) Each of them hereby consents and agrees to the filing on behalf of
each of them of the foregoing Joint Statement on Schedule 13G.
January 21, 1999
-----------------------------------
Date
BANNER'S CENTRAL ELECTRIC, INC.
/s/ Gary M. Cypres
-----------------------------------
By: Gary M. Cypres, President and
Chief Executive Officer
BANNER HOLDINGS, INC.
/s/ Gary M. Cypres
-----------------------------------
By: Gary M. Cypres, President and
Chief Executive Officer
WEST COAST PRIVATE EQUITY PARTNERS, L.P.
/s/ Gary M. Cypres
-----------------------------------
By: Gary M. Cypres
Its: Managing General Partner
/s/ Gary M. Cypres
-----------------------------------
Gary M. Cypres
13G/A PAGE 11 OF 11
